SCHEDULE 13G/A: FMR LLC and Abigail P. Johnson Disclose 5.8% Passive Stake in Fortrea Holdings Inc.
Beneficial Ownership Report
FMR LLC and Abigail P. Johnson have filed an amended Schedule 13G, reporting a passive beneficial ownership of 5.8% in Fortrea Holdings Inc. as of March 31, 2025.
Summary
- FMR LLC and Abigail P. Johnson jointly filed an Amendment No. 3 to Schedule 13G, disclosing their beneficial ownership in Fortrea Holdings Inc.
- As of March 31, 2025, the reporting persons collectively beneficially own 5,252,639.81 shares of Fortrea Holdings Inc. common stock.
- This aggregate amount represents 5.8% of the total outstanding common stock of Fortrea Holdings Inc.
- FMR LLC holds sole voting power over 5,236,109.00 shares and sole dispositive power over 5,252,639.81 shares.
- Abigail P. Johnson, as a Director, Chairman, and CEO of FMR LLC, is also deemed to beneficially own the same 5,252,639.81 shares with sole dispositive power.
- The filing certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of the issuer.
Sentiment
Score: 5
Explanation: The document is a factual disclosure of beneficial ownership, indicating a neutral sentiment. It does not contain performance metrics or strategic updates from the issuer.
Positives
- The disclosure indicates a significant, passive institutional investment in Fortrea Holdings Inc. by a major financial firm, FMR LLC, and its principal, Abigail P. Johnson.
- The filing explicitly states that the shares are held in the ordinary course of business and not for the purpose of influencing control, suggesting a stable, long-term investment perspective from this significant shareholder.
Negatives
- NA
Risks
- The filing explicitly states that the securities were not acquired or held for the purpose of or with the effect of changing or influencing the control of the issuer, mitigating risks associated with activist investor intentions.
Future Outlook
This Schedule 13G filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding Fortrea Holdings Inc.'s future performance or outlook.
Management Comments
- "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §§ 240.14a-11."
Industry Context
This filing is a routine disclosure of a significant passive investment by a major asset management firm (FMR LLC, parent of Fidelity Investments) in a publicly traded company. Such disclosures are common in the financial industry and provide transparency regarding large institutional holdings, which can signal confidence in the underlying company.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Governance Structure Disclosure (FMR LLC) | The filing details that members of the Johnson family, including Abigail P. Johnson, are predominant owners of Series B voting common shares of FMR LLC (49% voting power) and have a shareholders' voting agreement to vote in accordance with the majority, potentially forming a controlling group with respect to FMR LLC. | NA | This provides transparency into the internal control structure of the reporting entity, FMR LLC, but does not directly impact Fortrea Holdings Inc.'s corporate governance. |
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant institutional shareholder's passive stake, which may be viewed positively as a vote of confidence.
- Management: Awareness of a large, passive institutional holder, but no direct impact on operational or strategic decisions given the passive nature of the investment.
Key Dates
| Date | Description |
|---|---|
| 2023-01-03 | Effective date of Power of Attorney for FMR LLC and its direct and indirect subsidiaries. |
| 2023-01-26 | Effective date of Power of Attorney for Abigail P. Johnson. |
| 2025-03-31 | Date of event which requires filing of this statement (reporting period end). |
| 2025-05-09 | Date of filing of the Schedule 13G Amendment No. 3. |
Keywords
Fortrea Holdings Inc., FMR LLC, Abigail P. Johnson, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investment, Passive Stake, SEC Filing
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